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/ST Xiangxue: Announcement of Resolutions of the Second Extraordinary Shareholders Meeting in 2025
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ST Xiangxue: Announcement of Resolutions of the Second Extraordinary Shareholders Meeting in 2025

Shenzhen Stock Exchange
2025/12/16

Securities code: 300147 Securities abbreviation: ST Xiangxue Announcement number: 2025-056

Guangzhou Xiangxue Pharmaceutical Co., Ltd.

Announcement of Resolutions of the Second Extraordinary Shareholders Meeting in 2025

The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and contains no false records, misleading statements or major omissions.

Special tips:

  1. There are no changes or vetoes to the resolutions at this shareholders’ meeting.

  2. This shareholders’ meeting will be held through a combination of on-site voting and online voting.

1. Meeting convening and attendance

  1. Guangzhou Xiangxue Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company") issued the "Notice of Guangzhou Xiangxue Pharmaceutical Co., Ltd. on convening the second extraordinary shareholders' meeting in 2025" in the form of an announcement on November 29, 2025.

  2. Meeting method: This shareholders’ meeting will adopt a combination of on-site voting and online voting.

  3. Date and time of meeting

On-site meeting date and time: December 16, 2025 (Tuesday) 10:00 am

Online voting date and time: December 16, 2025. Among them, the time for online voting through the Shenzhen Stock Exchange’s trading system is 9:15-9:25, 9:30-11:30, and 13:00-15:00 on December 16, 2025; the specific time for voting through the Shenzhen Stock Exchange’s Internet system is any time between 9:15-15:00 on December 16, 2025.

  1. Meeting location: Headquarters Conference Room, No. 2, Jinfengyuan Road, Science City, Guangzhou Economic and Technological Development Zone

  2. Meeting attendance

(1) Overall attendance at the meeting

A total of 377 shareholders and shareholders' proxies attended the on-site meeting and online voting, representing 192,268,575 shares, accounting for 29.0753% of the company's total shares. The shareholders (or agents) attending the meeting are all shareholders registered with the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. when the Shenzhen Stock Exchange closes on the afternoon of December 11, 2025.

Some current directors, supervisors, senior managers of the company, witness lawyers hired by the company and other relevant persons attended the meeting. Lawyers Lu Hui and Zhang Xiuting from Beijing Dacheng (Guangzhou) Law Firm witnessed the shareholders' meeting and issued legal opinions.

(2) On-site voting situation

A total of 16 shareholders and shareholder representatives attended the on-site voting of this shareholders' meeting, representing 179,483,095 shares, accounting for 27.1418% of the company's total shares.

(3) Online voting situation

A total of 361 shareholders and shareholders' proxies participated in the online voting of this shareholders' meeting, representing 12,785,480 shares, accounting for 1.9334% of the company's total shares.

(4) A total of 367 small and medium-sized shareholders (other than directors, supervisors, senior managers of listed companies and shareholders who individually or collectively hold more than 5% of the company’s shares) and shareholders’ authorized representatives participated in the voting, representing 40,779,318 shares, accounting for 6.1667% of the company’s total shares. Among them: 6 small and medium-sized shareholders voted on-site, representing 27,993,838 shares, accounting for 4.2333% of the company's total shares; 361 shareholders voted online, representing 12,785,480 shares, accounting for 1.9334% of the company's total shares.

  1. This shareholders’ meeting was convened by the company’s board of directors, and the on-site meeting was presided over by Mr. Wang Yonghui, chairman of the board of directors. The convening and holding of the meeting complied with the provisions of the Company Law of the People's Republic of China, the Rules of Shareholders' Meetings of Listed Companies, the Shenzhen Stock Exchange GEM Stock Listing Rules, the Articles of Association and other laws, regulations and normative documents.

2. Proposal review status

This shareholders’ meeting was held using a combination of on-site voting and online voting. The shareholders (or agents) present at the meeting reviewed and approved the following resolutions:

  1. The "Proposal on Amending the Articles of Association and Handling Industrial and Commercial Change Registration" was reviewed and approved

Total voting results: 189,773,510 shares were approved, accounting for 98.7023% of the total number of shares with valid voting rights present at this shareholders’ meeting; 2,445,475 shares were opposed, accounting for 1.2719% of the total number of shares with valid voting rights present at this shareholders’ meeting; 49,590 shares abstained (of which 4,400 shares abstained by default due to failure to vote) shares), accounting for 0.0258% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,284,253 shares were approved, accounting for 93.8815% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 2,445,475 shares were opposed, accounting for 5.9969% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 49,590 shares were abstained (of which 4,400 shares abstained by default due to failure to vote) shares), accounting for 0.1216% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting.

  1. Considered and approved the "Proposal on Revising and Establishing Corporate Governance Related Systems"

2.01 The "Proposal on Amending the Rules of Procedure of the Board of Directors" was considered and approved

Total voting results: 189,746,410 shares were approved, accounting for 98.6882% of the total number of shares with valid voting rights present at this shareholders’ meeting; 2,449,875 shares were opposed, accounting for 1.2742% of the total number of shares with valid voting rights present at this shareholders’ meeting; 72,290 shares abstained (of which 27,200 shares abstained by default due to failure to vote) shares), accounting for 0.0376% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,257,153 shares were approved, accounting for 93.8151% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 2,449,875 shares were opposed, accounting for 6.0076% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 72,290 shares were abstained (of which 27,200 shares abstained by default due to failure to vote) shares), accounting for 0.1773% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting. 2.02 The "Proposal on Amending the Rules of Procedure of the Shareholders' Meeting" was reviewed and approved

Total voting results: 189,526,310 shares were approved, accounting for 98.5737% of the total number of shares with valid voting rights present at this shareholders’ meeting; 2,449,875 shares were opposed, accounting for 1.2742% of the total number of shares with valid voting rights present at this shareholders’ meeting; 292,390 shares abstained (of which 27,200 shares abstained by default due to failure to vote) shares), accounting for 0.1521% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,037,053 shares were approved, accounting for 93.2754% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 2,449,875 shares were opposed, accounting for 6.0076% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 292,390 shares were abstained (of which 27,200 shares were abstained by default due to failure to vote) shares), accounting for 0.7170% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting. 2.03 The "Proposal on Amending the Working System of Independent Directors" was reviewed and approved

Total voting results: 189,746,410 shares were approved, accounting for 98.6882% of the total number of shares with valid voting rights present at this shareholders’ meeting; 2,449,875 shares were opposed, accounting for 1.2742% of the total number of shares with valid voting rights present at this shareholders’ meeting; 72,290 shares abstained (of which 27,200 shares abstained by default due to failure to vote) shares), accounting for 0.0376% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,257,153 shares were approved, accounting for 93.8151% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 2,449,875 shares were opposed, accounting for 6.0076% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 72,290 shares were abstained (of which 27,200 shares abstained by default due to failure to vote) shares), accounting for 0.1773% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting.

2.04 The "Proposal on Amending the System for Resignation and Removal of Directors and Senior Management Personnel" was considered and approved

Total voting results: 189,735,810 shares were approved, accounting for 98.6827% of the total number of shares with valid voting rights present at this shareholders' meeting; 2,417,675 shares were opposed, accounting for 1.2574% of the total number of shares with valid voting rights present at this shareholders' meeting; 115,090 shares abstained (of which 70,000 shares abstained by default due to failure to vote) shares), accounting for 0.0599% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,246,553 shares were approved, accounting for 93.7891% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 2,417,675 shares were opposed, accounting for 5.9287% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 115,090 shares were abstained (of which 70,000 shares were abstained by default due to failure to vote) shares), accounting for 0.2822% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting. 2.05 The "Proposal on Amending the Measures for the Administration of Related Party Transactions" was reviewed and approved

Total voting results: 189,705,810 shares were approved, accounting for 98.6671% of the total number of shares with valid voting rights present at this shareholders' meeting; 2,447,775 shares were opposed, accounting for 1.2731% of the total number of shares with valid voting rights present at this shareholders' meeting; 114,990 shares abstained (of which 70,000 shares abstained by default due to failure to vote) shares), accounting for 0.0598% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,216,553 shares were approved, accounting for 93.7155% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 2,447,775 shares were opposed, accounting for 6.0025% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 114,990 shares were abstained (of which 70,000 shares were abstained by default due to failure to vote) shares), accounting for 0.2820% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting. 2.06 The "Proposal on Amending the Raised Funds Management System" was reviewed and approved

Total voting results: 189,487,710 shares were approved, accounting for 98.5537% of the total number of shares with valid voting rights present at this shareholders’ meeting; 2,657,275 shares were opposed, accounting for 1.3821% of the total number of shares with valid voting rights present at this shareholders’ meeting; 123,590 shares abstained (of which 72,000 shares abstained by default due to failure to vote) shares), accounting for 0.0643% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 37,998,453 shares were approved, accounting for 93.1807% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 2,657,275 shares were opposed, accounting for 6.5162% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 123,590 shares were abstained (of which 72,000 shares were abstained by default due to failure to vote) shares), accounting for 0.3031% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting. 2.07 The "Proposal on Amending the External Guarantee Management System" was reviewed and approved

Total voting results: 189,703,810 shares were approved, accounting for 98.6661% of the total number of shares with valid voting rights present at this shareholders' meeting; 2,449,075 shares were opposed, accounting for 1.2738% of the total number of shares with valid voting rights present at this shareholders' meeting; 115,690 shares abstained (of which 70,700 shares abstained by default due to failure to vote) shares), accounting for 0.0602% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,214,553 shares were approved, accounting for 93.7106% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 2,449,075 shares were opposed, accounting for 6.0057% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 115,690 shares were abstained (of which 70,700 shares abstained by default due to failure to vote) shares), accounting for 0.2837% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting.

  1. The “Proposal on No longer Establishing the Board of Supervisors and Abolition of the Rules of Procedure of the Board of Supervisors” was considered and approved

Total voting results: 189,630,990 shares were approved, accounting for 98.6282% of the total number of shares with valid voting rights present at this shareholders’ meeting; 2,534,295 shares were opposed, accounting for 1.3181% of the total number of shares with valid voting rights present at this shareholders’ meeting; 103,290 shares abstained (of which 56,700 shares abstained by default due to failure to vote) shares), accounting for 0.0537% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,141,733 shares were approved, accounting for 93.5321% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 2,534,295 shares were opposed, accounting for 6.2147% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 103,290 shares abstained (of which 56,700 shares abstained by default due to failure to vote) shares), accounting for 0.2533% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting.

  1. Considered and approved the “Proposal on Re-appointment of Accounting Firm”

Total voting results: 189,720,810 shares were approved, accounting for 98.6749% of the total number of shares with valid voting rights present at this shareholders’ meeting; 2,434,275 shares were opposed, accounting for 1.2661% of the total number of shares with valid voting rights present at this shareholders’ meeting; 113,490 shares abstained (of which 59,800 shares abstained by default due to failure to vote) shares), accounting for 0.0590% of the total number of shares with valid voting rights present at this shareholders’ meeting.

The total voting results of small and medium-sized shareholders: 38,231,553 shares were approved, accounting for 93.7523% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 2,434,275 shares were opposed, accounting for 5.9694% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 113,490 shares abstained (of which 59,800 shares abstained by default due to failure to vote) shares), accounting for 0.2783% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting.

3. Legal Opinion

Lawyers Lu Hui and Zhang Xiuting of Beijing Dacheng (Guangzhou) Law Firm attended the meeting to witness this shareholders' meeting and issued the "Legal Opinion of Beijing Dacheng (Guangzhou) Law Firm on the Second Extraordinary Shareholders' Meeting of Guangzhou Xiangxue Pharmaceutical Co., Ltd. in 2025", believing that the company's convening, convening and voting procedures of this shareholders' meeting are in compliance with the "Company Law", "Rules of Shareholders' Meetings of Listed Companies" and "Shenzhen Stock Exchange GEM Stock Listing Rules (2025)" 2020 (Revised in 2016)" and other laws, regulations, normative documents and the "Articles of Association"; the qualifications of the personnel attending or attending this shareholders' meeting and the qualifications of the convener are legal and valid. The resolutions reviewed at this shareholders' meeting have been approved by the shareholders' meeting.

4. Documents for reference

  1. Resolution of the second extraordinary shareholders’ meeting in 2025;

  2. Legal opinion on the second extraordinary shareholders’ meeting in 2025.

Announcement is hereby made.

Board of Directors of Guangzhou Xiangxue Pharmaceutical Co., Ltd.

December 16, 2025